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Salesforce Board's Salaries Too High, Chancery Suit Says

Law360 (January 16, 2019, 10:11 PM EST) -- An investor filed a derivative lawsuit against Salesforce.com Inc. in Delaware Chancery Court on Tuesday claiming the nonemployee directors for the cloud-based software company are paid excessive salaries that stockholders did not properly sign off on.

Stockholder Shiva Stein filed suit against Salesforce co-CEOs Marc Benioff and Keith Block and the company’s 11 nonemployee directors, claiming they breached their fiduciary duty by awarding excessive and unfair compensation, including stock-based awards, to the nonemployee directors. The suit also accuses the nonemployee directors of unjust enrichment.

“The board members have awarded themselves excessive pay compared to Salesforce’s self-selected peer companies. These self-dealing compensation...

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